UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)
VISTA BANCORP, INC.
(Name of Issuer)
Common Stock, Par Value $.50 Per Share
(Title of Class of Securities)
92830R 103
(CUSIP Number)
Brian W. Hajdu, 710 New Brunswick Avenue, P.O. Box 1131,
Alpha, New Jersey 08865-1131; (908) 454-1115
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
May 6, 1998
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition that is the subject of this Schedule 13D, and is filing this
schedule because of ss.ss. 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the
following box o.
The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
<PAGE>
CUSIP No. 92830R 103
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Brian W. Hajdu
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [X]
(b) [ ]
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3 SEC USE ONLY
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4 SOURCE OF FUNDS*
PF
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) OR 2(e) [ ]
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
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NUMBER OF 7 SOLE VOTING POWER
SHARES 10,217
BENEFICIALLY --------------------------------------------------------------
OWNED BY 8 SHARED VOTING POWER
EACH 66,242
REPORTING --------------------------------------------------------------
PERSON 9 SOLE DISPOSITIVE POWER
WITH 10,217
--------------------------------------------------------------
10 SHARED DISPOSITIVE POWER
66,242
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
76,459
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
[ ]
- --------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.8
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14 TYPE OF REPORTING PERSON*
IN
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SCHEDULE 13D
AMENDMENT NO. 1
BRIAN W. HAJDU
Item 1. Security and Issuer
This statement relates to the common stock, par value $.50 per share (the
"Common Stock"), of Vista Bancorp, Inc. (the "Issuer"). The principal executive
offices of the Issuer are located at 305 Roseberry Street, Post Office Box 5360,
Phillipsburg, New Jersey 08865; telephone number (908) 859-9500.
Item 2. Identity and Background
The following information is with respect to the Reporting Person:
(a) Brian W. Hajdu
(b) 710 New Brunswick Avenue, P.O. Box 1131, Alpha, New Jersey 08865-1131
(c) Vice President, Hajdu Construction, Inc., building contractors, 710
New Brunswick Avenue, P.O. Box 1131, Alpha, New Jersey 08865-1131
(d) During the last five years, the Reporting Person has not been
convicted in a criminal proceeding.
(e) During the last five years, the Reporting Person has not been a party
to a civil proceeding or administrative body and was or is not subject
to a judgment, decree or final order enjoining future violations of,
or prohibiting or mandating activities subject to, federal or state
securities laws or finding any violation with respect to such laws.
(f) United States of America.
The following information is with respect to the other co-trustee of the
Hajdu Group Retirement Plan who shares voting and investment power with the
Reporting Person for 66,242 shares of the Common Stock of the Issuer held by
such plan:
(a) Barry L. Hajdu
(b) 710 New Brunswick Avenue, P.O. Box 1131, Alpha, New Jersey 08865-1131
(c) President, Hajdu Construction, Inc., building contractors, 710 New
Brunswick Avenue, P.O. Box 1131, Alpha, New Jersey 08865-1131
(d) During the last five years, Barry L. Hajdu has not been convicted in a
criminal proceeding.
(e) During the last five years, Barry L. Hajdu has not been a party to a
civil proceeding or administrative body and was or is not subject to a
judgment, decree or final order enjoining future violations of, or
prohibiting or mandating activities subject to, federal or state
securities laws or finding any violation with respect to such laws.
(f) United States of America.
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<PAGE>
Mr. Barry L. Hajdu is a co-trustee of the Hajdu Group Retirement Plan
("Plan"), whose principal office is located at 710 New Brunswick Avenue, P.O.
Box 1131, Alpha, New Jersey 08865-1131. The Plan administers the retirement plan
for the eligible employees of Hajdu Construction, Inc. During the last five
years, the Plan has not been convicted in a criminal proceeding and has not been
a party to a civil proceeding or administrative body and was or is not subject
to a judgment, decree or final order enjoining future violations of, or
prohibiting or mandating activities subject to, federal or state securities laws
or finding any violation with respect to such laws.
Item 3. Source and Amount of Funds or Other Considerations
Date Transferred From or To No. of Shares Cost
- ---- ---------------------- ------------- ----
12/16/74 L. Hajdu 6 unknown
12/11/78 L. Hajdu 16 unknown
10/28/80 Dick 15 82.00
04/01/81 Stock Split (3 for 1) 111 after 27.33
02/19/82 DiGerolamo 67 20.00
05/02/86 Stock Split (5 for 1) 860 after 15.40
12/22/86 Vliet 61 16.00
09/10/87 Dividend Reinvestment 10 15.65
12/10/87 Dividend Reinvestment 11 15.65
03/10/88 Dividend Reinvestment 8 20.94
06/10/88 Dividend Reinvestment 9 20.94
09/09/88 Dividend Reinvestment 9 20.94
12/09/88 Dividend Reinvestment 10 20.94
03/10/89 Dividend Reinvestment 8 24.03
06/09/89 Dividend Reinvestment 9 24.03
09/08/89 Dividend Reinvestment 9 24.03
12/08/89 Dividend Reinvestment 10 24.03
03/09/90 Dividend Reinvestment 9 25.81
06/08/90 Dividend Reinvestment 9 25.81
02/06/91 Marcy & Co. 500 18.25
02/05/92 Meyner 800 19.00
12/04/92 Stock Offering 433 18.00
05/13/94 Stock Split (3 for 1) 5,960 after 8.50
12/26/95 Stock Offering 1,277 11.50
TOTAL 10,217
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Item 4. Purpose of Transaction
The purpose of the acquisitions by the Reporting Person is for investment
purposes. The Reporting Person has no plans or proposals which relate to or
would result in:
(a) The acquisition by any person of additional securities of the Issuer,
or the disposition of securities of the Issuer;
(b) An extraordinary corporate transaction, such as a merger,
reorganization or liquidation, involving the Issuer or any of its
subsidiaries;
(c) A sale or transfer of a material amount of assets of the Issuer or any
of its subsidiaries;
(d) Any change in the present board of directors or management of the
Issuer, including any plans or proposals to change the number or term
of directors or to fill any existing vacancies on the board;
(e) Any material change in the present capitalization or dividend policy
of the Issuer;
(f) Any other material change in the Issuer's business or corporate
structure, including but not limited to, if the Issuer is a registered
closed-end investment company, any plans or proposals to make any
changes in its investment policy for which a vote is required by
section 13 of the Investment Company Act of 1940;
(g) Changes in the Issuer's charter, bylaws or instruments corresponding
thereto or other actions which may impede the acquisition of control
of the Issuer by any person;
(h) Causing a class of securities of the Issuer to be delisted from a
national securities exchange or to cease to be authorized to be quoted
in an inter-dealer quotation system of a registered national
securities association;
(i) A class of equity securities of the Issuer becoming eligible for
termination of registration pursuant to Section 12(g)(4) of the Act;
or
(j) Any action similar to any of those enumerated above.
Item 5. Interest in Securities of the Issuer
(a) Brian W. Hajdu -- 76,459 shares or 1.8% of the outstanding Common
Stock.
Barry L. Hajdu -- 75,554 shares or 1.8% of the outstanding Common
Stock.
Hajdu Group Retirement Plan--66,242 shares or 1.5% of the outstanding
Common Stock.
Page 5 of 6
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(b) Brian W. Hajdu: 10,217 shares held individually and 66,242 shares held
as one of the two co-trustees for the Hajdu Group Retirement Plan who
shares voting and investment power with the other co-trustees. Barry
L. Hajdu: 9,312 shares held individually and 66,242 shares held as one
of the two co-trustees for the Hajdu Group Retirement Plan who shares
voting and investment power with the other co-trustees.
(c) None.
(d) None.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to
Securities of the Issuer
None.
Item 7. Material to be Filed as Exhibits
Article VII of the Plan and Trust Agreement for the Hajdu Group Retirement
Plan delineating the powers and responsibilities of the co-trustees was filed
with the Reporting Person's original Schedule 13D, on February 27, 1997, and is
incorporated by reference into this Item 7.
Signature
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
May 14, 1998 /s/ Brian W.Hajdu
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Brian W. Hajdu, the Reporting Person
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